Shadow Of Equestria
by MyDigitalHazard
Summary: What would happen If a enemy that was locked away by Celestia thousands of years ago, Returned? A evil darker then Dicsord himself and twice as deadly. Then, take that, and add a army of war-machines and three teenage Bronys. Then, multiply that by Six!
1. Chapter 1

**Once upon a time…**

**_In the magical land of Equestria, aeons ago there was a stranger. His name was, Strife. A creature of unknown origin, different in both appearance and in behaviour from all the ponies in Equestria. He was bitter and brittle. The constant rainbows and happiness that was so infectious in the magical land became the bane of his existence._**

**_A wizard with all things mechanical and technological, Strife gathered a following and built war machines, starting a conquest to take over Equestria and mould the lands to his will. Hundreds and thousands of pony-folk suffered atrocities Equestria had never known at the hands of Strife's cruel armies! _**

**_Rape… murder… camps full of ponies tortured and forced to work to death in polluting factories…_**

**_But Strife's followers were few. And those standing with Princess Celestia were many. The conquest was eventually thinned out and crushed, banished to the farthest most desolate corners of Equestria, while General Strife himself was brought before the princess for judgement._**

**_Princess Celestia decided exile was not fitting, considering the crimes Strife had committed. She bound him in a hidden cavern wrought with magic granting him immortality, but trapped and isolated forever, where he would think on what he had done for the rest of eternity… alone, with only his own misery to keep him company… _**

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**HazardFiction Presents…**

**A non-canon My Little Pony Fanfiction…**

**My Little Pony**

******Shadow of Equestria**

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**Chapter 1: Into a new world.**

The evening birds sang their final songs for the day, and the insects noisily buzzed their way back to their nests. The tall grass rustled loudly, the green ends swaying in the wind along the edges of his view. The sky was dotted with puffy little clouds, turning from blue to a dark evening purple hue.

Owen could only groan out a single word, innocently raising one hand from the dew-dappled grass.

"Fuck"

In fact it had felt like he'd been the sole target of a Airsoft game. Like he'd been riddled with bullets from all angles, at a dangerously close range.

Owen moved his hand from a mid-air position over, then let it fall down on his face. Lazily he rubbed his Green eyes, before sliding his fingers over his forehead and running them through his black hair.

The last thing he remembered, In fact, was watching the sky burn then a earth shattering explosion. But, where was he now?

As he looked around, he noticed that he was sitting on a hillside, mountains and grass stretching out all around him in every direction. Behind him was a thick oak tree, emerald green leaves rustling in the breeze. Some were plucked loose and danced through the air on a gust of wind.

Everything about the scenery seemed wrong though. The lay of the land was just… too vertical. It was almost out of a fantasy movie. Mountains on the glittering horizon stretched up at extreme angles and were peaked with perfect dustings of snow.

The valleys glistened with steams and rivers winding this way and that. Birds formed a perfect V-formation above, tweeting as they migrated in a seemingly random direction.

Far off in the distance, at least a month's walk away at the looks of it he could just about make out a cluster of stone towers and steeply arched bridges glued to the side of a sheer cliff, framed by the glimmer of a rainbow.

Owen opened his mouth to say something, but the shock to the system wasn't over yet. He looked down at himself and saw he was clad in a black T-shirt, black jeans, black combat boots and a unzipped black leather jacket. Laying by his right hand was a large black dufflebag, buldging In every direction the way It was packed with things.

A groan got his attention and he turned to find the source. A couple meters to his left he spotted Cole and Cory, just starting to wake up. Cole was wearing a dark grey hoodie, dark blue jeans and black combat boots similar to Owens.

Cory was sporting a dark red hoodie and grey slacks, and Instead of combat boots, he wore a pair of brown hicking boots. Beside both of the were similar dufflebags, large and buldging.

Owen stood up and streched widely, before walking over to his friends and helping them up. "You guys alright?" He asked after they were both standing.

"Yeah" Replied Cory as he looked over himself, then asked "Whats with the new threads thought?"

"Seriously?" Asked Cole In a slightly bemused voice, "We're In the middle of Buttfuck nowhere and your complaining about your clothing?"

"But of course!" Exclaimed Cory, "That was my favourite shirt, God dammit!"

"Enough" Yelled Owen, "What we need to do Is find out where we are"

"I just told you" Replied Cole, "Welcome to Buttfuck nowhere"

Owen was about to make a comeback when Cory interrupted, "Hey, what's that?"

Both turned to where he was pointing and were surprised to see thick piles of smoke rising past a ridge into the next valley. Fire meant one of two things. Some sort of battle, or civilisation. As they watched, a loud thunderclap made them jump In surprise.

"Alright, that settles It" Said Owen as he started towards the smoke. He grabbed his duffel bag as he passed It and said, looking back at the two, "You guys coming?" Before taking off again.

Cole and Cory looked at each other before grabbing their and chasing after Owen. In just minutes they was out of the tall grass and stumbled onto a path. It wasn't much, no more than a dirt road, but it was relatively smooth and walked a little easier. Sucking in some fresh breath, Owen followed it around the ridge, noticing how it angled downward.

As they moved they noticed some shouting. Voices of people. But there was more thunder. Pops echoing throughout the hills and valleys, each followed by fresh screams.

The road continued to wind around the ridges and through miniature valleys, each progressing step and bend carrying the three friends closer and closer to the sounds of commotion. Owen could smell soot now, and the reek of burning hair. More and more it seemed like he was making a mistake as he lead his friends down the dirt road. But he had to be sure.

A shrill scream to his right caused the three to stop, just as the sky was growing too dark to see properly. The pops sounded more like cracks now. Almost like... gunfire?

"The Fuck!" Exclaimed Cole as he dropped his bag and stared down the dirt road. "The hell Is going on? Asked Cory as he threw his own bag next to Coles, which was soon joined by Owens.

"I don't know" Replied Owen as he started up the hill that lead to the next valley, "But I'm about to find out"

Cole and Cory nodded to each other and followed, up the steep slope. Once on top, the sight they saw shocked them. They found themselves looking out over a town, directly ahead of them was one of the buildings. All of the houses were thatched cottages with the top floors overhanging the bottom.

There were figures running this way and that, some armed, others not. It was hard to see in the dark, even with the flashes of fire. On the far end of the ville was a burning building. It looked like the village was under attack.

From his vantage point Owen couldn't see a damn thing though. Ignoring the fear reflex urging him to retreat, the young man forced himself to start walking towards the closest building.

From behind him, he heard Cole whisper to him "What the fuck are you doing! Are you out of your God damn mind!"

"Yeah" Added Cory in the same hushed tone, "Get back here!"

Owen turned slightly and said, "I'm going In for a closer look, Don't worry about me"

He never let them get a chance to counter before he dashed across the open ground and slammed his shoulder against the backdoor door-post of the nearest house.

Slowly he reached out and twisted the door handle, pushing the heavy wood open. Silently he slipped into what looked like a medieval kitchen. Not really taking in the sights, he crossed through the hall into the front room and crouched by the window. Reaching out he gently pulled aside the net curtains to get a better look outside.

Darkness consumed the village beneath a moon that now glowed in the sky, hanging full and watching like an evil eye in the sky. The stars were blotted out, leaving just a black canvas above.

All the time a man's voice kept chanting. _"Curfew is now in effect." _He bellowed from some unseen location. _"All ponies must remain indoors. Those who break curfew will be deemed as hazardous, and will be pacified… curfew is now in effect…" _it went on like a broken record.

_Wait, what!_ Yelled Owen in his head, _Ponies! That cant be right, I must have heard that wrong..._

A shrill scream pierced the cold air catching Owen's attention and derailing his train of thought. He watched silently, flinching lightly as a figure dashed across the open ground. She was panting for breath, overcome with panic and fatigue.

As she entered the light of the moon, Owen gasped, the person, or In this case pony tripped over her own hoofs and landed face first in the mud. Her fur seemed to be a fairly vibrant colour, dulled only a little by the splashes of mud and the night's darkness.

And then came the hulking beast she had been running from.

It was a creature of cold metal. A living suit of armour, almost as black as the night with glowing red eyes and bits of brass mechanical clockwork visible in the joints from which motion caused jets of steam to hiss. The clockwork-warrior stepped closer to the fallen pony and stomped a heavy armoured boot on one of her rear legs. The mare screamed again, feeling bone snap and watched as her twisted leg sunk into the soft mud.

Pleading and sobbing, tears rolling from her eyes, she held up her forelegs to beg for mercy.

But none came from the mechanical beast. The clockwork-warrior held up its weapon, some sort of black rifle, tucking one end against its shoulder, aiming the rifled barrel directly at the equine at its mercy. A flash and a crack. Blood splashed the mare's face and she suddenly clutched at a hole in her shoulder, crying out with agony.

"Holy shit." Owen cursed under his breath, feeling sick at the sight, but unable to look away.

Another shot filled the air. The mare's head snapped back and she collapsed in the mud, unmoving. Inside, Owen felt his hands begin to tremble. This was getting serious. Why had he walked into this? How could he be so stupid!

Outside the clockwork-warrior stepped back and continued to stare at the dead equine. A new figure walked into view behind it, bleeding from the shadows that loomed throughout the village.

The newcomer stood as tall as a typical man, clad entirely in midnight fatigues and a head-wrap hiding its face from view. All that could be seen underneath the cloth was a shadowy region around the eyes. Mounted over the torso was some sort of chest rig with pouches, and hanging from his right hip was a pistol, clearly visible.

The robed figure acted like a commander, lazily waved off the clockwork-warrior, and the armoured hulk left the newcomer standing with his hands clasped behind his back over the dead mare. Behind him Owen started to see more silhouettes of clockwork-warriors take shape as they ravaged everything that stood in their way.

The 'commander' was standing no longer than a second when a series of distressed yet defiant whines cut through the air, piercing the pane of glass between Owen and the commotion outside.

"Unhand me! Unhand me this instant you ruffians!" came the unicorn's voice, despite the distress still laced with classic theatrics. "Do you know who I am?"

She was strung between two armoured men, similar to the 'Commander' yet lacking the head wraps. They were clad in sleek fitting grey armour over black fatigues and carried swords on their belts, seemingly inadequate weapons compared to the projectile firearms the clockwork-warriors carried.

The mare that hung between them had light azure fur, her sleek, somewhat hourglass figure clad in a long dark-purple dress. Her mane was an off white grey colour, short and curling inward slightly, with a horn that identified her as a unicorn sticking from her forehead. The mare struggled as they dragged her before the commander.

The figure turned to face her, then slowly looked the mare up and down. _"You are the one they label Trixie." _The commander said oddly in a plain tone.

Trixie reared back tugging her arms loose from the conscripts holding on to her, and rubbed her fur where their rough gauntlets had squeezed her. "That is The Great and Powerful Trixie to you. The greatest and most powerful pony to inhabit Equestria." She propped her head and narrowed her eyes, staring the commander down defiantly.

_"Very well, greatest pony in all of Equestria. You will tell this one where he shall find the throne of the moon."_ the commander stated plainly with an odd pattern of speech. He seemed to refer to himself in the third person on all accounts.

That caused the unicorn to falter, but only for a moment. "The Great and Powerful will not tell you a _damn_ thing!" Trixie snapped, her curses even sounding like she was reciting Shakespeare.

The commander's hand swiftly moved down and drew his pistol clear of the holster. Out of the holster it looked like one of those old fashioned Lugers the German officers used during World War 2.

The long barrel turned over and connected gently with Trixie's throat, causing her to swallow a breath, staring down at the matte black steel.

_"You will tell this one where he shall find the throne of the moon." _the commander calmly repeated. _"And for your insolence you shall be punished regardless." _He looked at the conscripts, slowly lowering the pistol. The underling men quickly took up Trixie's arms again. _"You shall take this one to the abattoir for questioning."_

The conscripts dragged Trixie away, the unicorn still defiantly screaming over her shoulder. "Yes, well, you look like an old rag! So, hah!"

Owen's eyes widened when he realised they were dragging her to the building _he_ was hiding in.

Any second now he'd be made. Unless he moved really quickly. Twirling around, his eyes flitted from one end to the other looking for a hiding place, couldn't dash out the back in time…

A door in the hall. That had to be a broom cupboard of some sort. He dashed over and wrenched it open. The wood swung aside with ease and the young man stepped in… only the floor fell away sharply without him expecting it.

Gritting his teeth as the world punched him from all sides, Owne tumbled noisily down a set of wooden stairs before he landed hard on his front, hands slapping against cold stone. He could feel dirty grit between his fingers. Every joint and bone hurt. He could even taste copper.

"Ugh." He groaned softly, lifting his head to look around from where he lay bruised and weak. "The basement. Had to be the fucking basement."

He only had a second to take in his surroundings, but in that second he didn't like what he saw, not one bit. Down in that pit of a basement were several wooden chairs fitted with straps on the legs and arm-rests.

Hanging from the walls were assortments of knives and butcher equipment. There was a large table in the corner, the rough wood caked with patches of brown and black.

He'd tumbled right into a torture chamber.

The front door was torn open somewhere above and Owen could hear the unicorn being dragged along the wooden floor with much whining and complaint. The sounds of heavy boots beating the wooden floorboards grew louder as they got closer.

Owen acted quickly, scrambling across the stone floor, he slid underneath the table and lay perfectly still in the pitch black shadows, trying not to think of what kind of spiders might crawl down his neck.

The wood of the basement steps creaked and spat dust. The azure unicorn was dragged down them by the two conscripts, Trixie fighting them every step of the way. She kicked and squealed, but her hooves scraped uselessly along the ground as they pulled her forth and shoved her into one of the chairs nearest to the knives hanging on the racks, facing the shadows where Owen hid.

They bound her forelegs down first, then her rear legs. The larger of the conscripts stayed behind, while the smaller disappeared back up the wooden steps, leaving Trixie alone with the burly man.

Silently the conscript pulled off his helmet and walked over to Owen. He held his breath, hands trembling as the mighty iron greaves grew larger. They stepped right up to his face where he lay, and there was a thud as he laid down his helmet on the table.

He turned and walked back, pulling a long curved knife from the rack as he passed. The blade gleamed in the flickering torch-light as he moved closer to the wide-eyed unicorn.

"What are you doing?" Trixie pulled at her bonds. The chair was bolted to the deck, but shifted and creaked a little as she struggled… but the leather straps and sturdy frame held fast. She was trapped, entirely at the mercy of her captor.

"I demand to know what you are doing!" she tried to sound defiant and theatrical as she had before with the commander, but her voice audibly cracked and faltered into a squeal of fear.

The conscript knelt by her hooves and picked up the hem of the unicorn's immaculate robe. Slowly he pulled, stretching it out before hooking the blade underneath. With little to no effort, the blade cut through the silken gown and travelled higher and higher between her legs.

Trixie screamed, not with pain as Owen first thought for a terrible moment, but with horror. "Stop! Stop that! This is Canterlot silk, you… you barbarian… you… you…" she couldn't even find the words to describe her horror at seeing such a finely crafted, and seemingly expensive dress so brutally cleaved away.

The blade ran over her lap, missing her flesh by millimetres, then cut straight up along the belly of the dress. The gown peeled away revealing her bright azure fur underneath. The point of the blade finally pulled free at her neck and the whole dress fell out of the way.

As Owen looked her over from his hiding place, he noticed markings on her flanks, almost like tattoos of a magic wand sprinkled with pixie dust.

Looking down to see her dress ruined, Trixie locked her angered eyes with the man. She was fuming, to the point of steam shooting from her eyes like a cartoon character. The fur on her cheeks lit up bright red as she growled bearing her teeth.

"Enough is enough!" she bellowed. The air around her horn beginning to shimmer and glow with white light. "This is where The Great and Powerful Trixie draws the line!"

The air around the knives on the rack started shimmering and they slowly lifted up, pointing towards the man standing by her. She made it look like she would launch the blades across the room. Owen was begging her to do it in his head. If she just finished him off, he'd crawl out from under the table, help her out of that chair and they'd turn their rudder to this hell-hole.

But she didn't. The conscript just stood there, un-fazed, like he saw into the unicorn's mind and saw she wasn't going to do it.

"I'll do it!" Trixie cried. "I swear, I'll do it! You don't think Trixie can do it?" she leaned in, preparing to launch her attack, but a voice caused her to choke on a breath.

_"This one seriously doubts you have what it takes."_

Darkness seemed to creep in from the corners of the room. The white light around the knives faded and they rattled, hanging back down in the rack. Looking up Trixie felt shock rack her system. A black aura surrounded her horn.

She looked across the room at the bottom steps and saw the commander from outside standing there. One hand was raised with a similar black aura working its way around his fingers.

Trixie focused, but she had no control. No power left. The commander, blocking her magic, moved closer and closed his hands around her horn. The mare struggled, but he held her fast until the darkness faded and light filled the room again.

Slowly the commander let go and Trixie tried again. She groaned and huffed… but nothing happened. She couldn't use her magic!

_"The effects are temporary."_ The shadow-commander said lazily, slowly walking around her chair. _"But the punishment this one intends to inflict shall have a lasting mental impact. This one can guarantee that."_

As he obliviously walked past Owen, the commander nodded to his stooge who moved around behind Trixie and started rummaging around at another table where she could not see. Trixie's head was in the way, so Owen couldn't see what was going on either. Regardless, the unicorn turned and twisted, eager to know what was going to happen to her.

"What is he doing? What are you going to do?" Trixie's breath caught in her throat. She was wheezing as she hyperventilated feeling the panic rise within her.

_"Hush, the one they label Trixie."_ Trixie snapped her gaze around as she felt the commander touch her left hoof. The gloved fingers stroked over the back of her delicate forearm, admiring the sleekness of her fur. _"You shall discover exactly what will happen when the time is right."_

It came without warning. Without premise. In the commander's other hand was a knife, a delicate looking scalpel with a tanto-tip. His arm moved up, the knife in reverse grip before it scythed down with a blur of silver. The point met flesh and pierced straight through the top of Trixies forearm, slamming into wood with a pronounced 'tchock!' The sound made Owen twitch as he closed his own hand in into a fist, almost feeling it himself.

Flecks of crimson stained the clean fur on the side of her face and Trixie screamed, her face contorted a way she thought never possible. It was the worst pain she had ever felt, and it travelled up her arm, leaving a tingling in her elbow. Tears started rolling down her cheeks, dragging tracks of mascara with them and causing her eyes to redden.

"What do you want?" Trixie screamed, her defiance having already evaporated. "Please, I'll tell you anything. Anything!"

_"Come, come. There will be plenty of time for that later."_ The shadow-commander said, gripping the knife and pulling it loose with some effort. It came free with a squelch, causing blood to spread through the fur around the narrow wound. Trixie screamed and sobbed in synch as the knife came free. _"This one has yet to begin."_

Delicately the robed man balanced the knife in his fingers and touched the point to her wrist. He pressed as Trixie squirmed, and the shadow-commander had to hold her hand down so he wouldn't slip and cut too deeply.

Swiftly and with practiced ease he made a shallow cut along wrist, following the veins up and down her forearm. By the time he had finished making ten verticle cuts, a pool of blood had gathered on the floor.

Trixie just cried, unable to comprehend how this could possibly get worse.

The conscript returned and handed a ceramic bowl to the shadow-commander. _"Tell me, the one they label Trixie." _The interrogator said soothingly._ "Have you ever heard the expression, rubbing salt into the wound?"_

Owen braced himself, almost sensing what was coming. He could closed his eyes, but he'd still hear it. It made him feel ill. He could feel tears welling in his eyes as he felt sorry for the unicorn. But what could he possibly do?

The commander held the bowl down for Trixie to see, and the unicorn saw what was contained within it. Salt, powdered. Before she could even begin to imagine what that was for, the shadow-commander moved the bowl over her wrist and pour the salt over her wounds, he then started to roughly rub salt Into her arm with his knuckles.

Fresh pain raced through her hand, burned its way all the way up her arm and caused the unicorn to convulse. The wood of the chair groaned and the straps rattled, but she didn't break free. Fresh screams filled the basement as she felt her throat grow raw.

The commander just whistled a cheerful tune to himself as he worked, twisting his hand to get more salt in the wounds and keep the grains moving. The more movement, the more pain.

The room grew blinding bright. Pain lanced through her body.

Trixie screamed herself hoarse, needing another few seconds to gather the ability to speak. She didn't even know what questions were going to be asked, or what these monsters had in mind. She just started talking, telling what she knew.

"I don't know what the throne of the moon is!" the poor unicorn quickly screamed through the pain, leaning forward as best she could with her eyes nearly bulging out of her skull. "I swear to you, I don't know! I lied. I'm not great and powerful! Please, have mercy!"

The rubbing stopped as the commander pulled his hand back back, but the pain persisted. The shadow-commander thought for a moment, then roughly grabbed her again. _"Lies. You are the one labelled The Great and Powerful Trixie. You are known in all of Equestria, are you not?"_

Squealing, Trixie tugged at her restraints, pulling away as best she could as her back slammed into the backrest causing the wood to creak. "Wait! Wait!" she said quickly and his knuckles stopped just millimetres from grinding her wounds again.

"I know someone… her name is Twilight Sparkle. She knows everything about Equestria. I heard she even used the elements of harmony once! She might know what it is!" She finished in a little squeak, watching the commander's hand intently.

Owen's eyes widened as he heard the names Equestria and Twilight Sparkle,_ You have got to be kidding __me_, He thought to himself.

_"The elements of harmony?"_ The commander whispered before raising his voice again._ "Where is the one labelled Twilight Sparkle?"_

"I do not know…" Trixie sighed tearfully, black streaks of mascara staining her cheeks. "I don't know her personally."

There was a long pause, the unicorn looking innocently between the conscript and the commander. "Please…" she whispered in a small voice. "Please, I don't know…"

The commander gave a brisk nod. The conscript reached forward, forcefully grinding his armoured knuckles over her wounds. _"This exercise is becoming tiring, the one they label Trixie." _The commander spat, impassive towards the mare's screaming and attempts to struggle._ "If you tell this one what he wishes to know, this one will assure you, you will no longer be harmed and you may leave."_

The hand holding her wrist let go as he waved the conscript off. Trixie coughed and cried, doubling over and resting her horn against her other wrist.

"I don't know, please! Please, please, please…" she begged and sobbed "I don't know…"

Trixie hung there weakly, sobbing, tied down, tortured and broken. Owen found himself trembling with anger more than fear now. How could they do this to her? Just abuse her, break her like that?

The darkest edges of the young man's imagination could only theorise on what cold monster commanded over this legion.

_"Your lack of knowledge is truly a pity, the one they label Trixie."_ Slowly the commander stepped around her chair and walked to the stairs.

Something must have hit Trixie. She must have realised she was going to die. She had to do something. Anything! Bluff! Lie!

"Wait, wait. Last I saw her she was in Ponyville!" Trixie added urgently, her sophisticated tone long broken. "She may still be there!"

The commander stared at her for a while, then gave a slow nod before turning to climb the steps out of the basement.

"Wait, I've told you everything I know… you promised… I will not be harmed and I will be released! You promised!" Trixie's chest heaved rapidly with panic.

The commander did something he hadn't during their entire meeting. He laughed. But unlike a laugh that brought warmth to a heart, it felt like the commander was pulling the warmth right out of the room. _"This one thanks you for the information provided, the one they label Trixie, it has actually been most useful…"_ the commander gave a shrug then continued up the stairs._ "But unfortunately this one is a liar much like yourself."_

His boots were all that was visible when he quickly added to the left with Trixie._ "Dispose of her."_

"No!" the mare screamed. "Wait! You promised… you…" she stopped seeing the conscript was smirking at her ,his face plastered with a wicked grin.

Somewhere above the basement door slammed shut. The commander's footsteps faded away, leaving only the silent basement. The conscript had his back was to where Owen lay as he contemplated what he would do with the unicorn, and the boy dared crawl from his hiding place.

But what the hell was he supposed to do now? If the young man tried to dash up the steps he'd be seen and he'd be fucked. He only had one choice. He had to take this conscript out.

Slowly crawling out from under the table, he made sure to keep the conscript in his range of vision at all times. Slowly and soundlessly he climbed to his feet, keeping his back hunched and his profile as small as physically possible. The last thing he wanted to do was lose balance and make a sound, or cast a shadow in the bastards view.

He quickly glanced around and thought of taking a knife. But where was he going to stick it? He'd never stabbed anyone before, and if he did it wrong, the man, an already larger being, would just shrug the wound off and turn the knife on him. And with a pounding heart and shaking hands, using a knife was definitely out of the question.

Then he saw a length of rubber tubing. Sturdy, not too stretchy and fairly narrow in diameter. It was no doubt used as tourniquets when limb removal became part of the torture sequence. It gave him an idea. He quietly moved closer, pulled a length from the metal hook and wrapped either end into each hand, leaving about thirty or so centimetres of hose between each clenched fist.

Taking a long breath and holding it in, he started moving closer to the conscript. The man had decided what he would do to the poor Trixie. His hands were fumbling around his belt buckle as he started un-doing his armour. Owen knew exactly what was going to happen if he didn't act quickly.

This was it. _Do or die._

Owen darted in, looped the hose under the equine's chin and pulled it tight against his wind pipe. The larger man choked with surprise as the rubber stretched against the bulging Adam's apple, forcing the pipe shut. They both tumbled backwards, the heavily armoured being landing right on top of Owen as his back crashed against the stone floor. There was no noise, just a soft gagging and the shuffling of their bodies struggling over the dusty ground.

Owen clenched his eyes shut, holding on tight. He pulled harder, almost fearing the rubber hose would snap and ruin the improvised strangulation chord around the back of the conscript's neck. He could hear his own breathing, rapid and short as he fought against the pain lancing across his fingers holding on to the hose as tight as he could.

Weakly, the larger man reached out to grab hold of something, but his fingers only found air. His body kicked, gagged and convulsed, fighting for air, but none came. Slowly the shuffling died down. The kicking grew weaker. A boot lightly tapped against Owen's shin, but it was so light the young man didn't even feel it.

Another tremble and convulsion later everything stopped. The conscripts head hung limp against the cold floor, and Owen held the strangulation chord in place for a few more moments of good measure.

Panting for breath he let go. The rubber snapped out of his grip and pinged across the floor. Rolling away, he didn't dare look at the limp body. Was the conscript unconscious or dead? Owen pretended he was just knocked out. He didn't want to think of what the alternative made him. Quickly, skirting around the body, he crouched in front of Trixie.

Her eyes were closed and she was whimpering under her breath. Something about mercy… He quickly gripped her shoulder and gave her a shake. "Hey" He whispered, no response. He shook her harder and repeated, still nothing.

Owen sighed and looked at the ceiling, trying to hear If there was anyone upstairs. Confident that the house was empty, he brought his hand back and smacked the azure pony across the cheek. Her eyes flew open and she opened her mouth to scream, only to have Owen wrap his hand around her muzzle and stop he cry before It started.

Owen looked Into her eyes and saw that she had started to cry again, her soft sobbing was muffled as he held her mouth shut. "Hey, Its alright" He whispered softly, "I'm not going to hurt you"

She didn't calm, but when she looked over Owens shoulder, her reddened eyes widened and she started to panic. "Please, I need you to calm down If you want to get out of here" He whispered urgently, "Please, I'm not going to hurt you"

Trixie's eyes softened as she tried to speak, only to have It muffed by the hand wrapped around her muzzle. He removed his hand and started to undo the straps that bound her.

"Who... Who are you?" She asked weakly, still sobbing as her forearm throbbed in pain. Owen finished undoing the first strap and moved to the second, the one that held down her tortured arm. "I'm a friend, thats all you need to know for now"

She nodded and softly said "Oh, Alright."

As Owen started to undo the second strap, Trixie winced and squeaked in pain. Recoiling, he asked "You ok? Whats wrong?"

She responded through gritted teeth "Yeah, but be a little more gentle, please" Owen nodded and went back to work removing the strap, this time more slowly. Once It was removed, Trixie leaned forward and started to cradle her bleeding forearm.

As he leaned down lower to get her rearlegs free, Trixie started to cry again, only this time she shed tears of happiness. She was going to live! It was a miricle!

As the final strap came loose and she was free to move again, the first thing she did was launch herself forward and wrap her arms around Owens neck, while she buried her face In his shoulder and sobbed silently. As she did this, Owen gently wrapped his arms around her and started to whisper soothing words in her ear.

He wasn't certain If he was doing this for her or himself, but one thing was for sure, he really needed a hug. His hands trembled as he petted her white mane In a attempt to calm the weeping unicorn. After a couple of seconds, Trixie pulled back and looked off to the side, the fur on her cheeks turning slightly pink.

Owen didn't even notice as he asked, "Ready to get out of this shit-hole?"

She nodded and started limping towards the stairs, eager to leave. Owen smirked slightly as he walked past her with ease, "Better let me go first" He stated as he slowly and quitely made his way up the stairs. At the top, he made sure the hallway was empty before motioning for Trixie to follow. They made there way through the house and out the back.

After walking uphill for a bit, Owen heard a familiar voice, "Owen! You alright man!" He looked ahead and saw Cole emerge from the shadow of a tree. Owen nodded and asked, "Wheres Cory?"

"Down by our stuff" Came his reply, "Look, we need to haul ass man, there are fucking knights everywhere an..." He stopped mid-sentance and stared dumbly as Trixie came Into view from behind a bush. She 'Eep'd' quietly and was about to run when Owen held up his hand and said "He wont hurt you, he's a friend too"

She nodded hesitently and started towards the two. Noticing the strange look Cole was giving her, she raised a eyebrow but ignored It for the most part. She needed her consantration to climb the hill.

Owen noticed the stare too and smacked him across the shoulder, "Il explain later, now lets go!"

Cole nodded and they started making their way towards the road. Once there, they were greeted by Cory who had been hanging In a tree, keeping lookout. Trixie received a similar stare, and was about to ask a question when Owen Interrupted him and said "Nows not the best time for questions, guys"

All three agreed and gathered their bags. A couple seconds later all four figures we're sprinting as fast as Trixies bad leg would let them, Into the darkness of the night, leaving the sounds of destruction and pain in their wake.

* * *

-*****/\*****-

* * *

M'lord! Come and see!" Commander Karskin called, knelt in the soft dirt behind the building housing 'the abbatoir' for interrogations. The Shadow Legion commander straightened up as his lord and master approached briskly escorted by a clockwork-warrior.

The silent bodyguard huffed to a halt by the robed figures, glowing crimson eyes watching the nearby treeline for motion.

_"Report, the one labelled Karskin."_ The lord demanded.

"We found a conscript dead in the abattoir, sir." Karskin reported obedient in a formal tone reserved for authority. "Strangled. Three sets of footprints here. One sneaking in, and two pairs dashing out. The first was reasonably light figure. Human, most definitely."

That made the lord's eyes widen a little. _"You are sure?"_

Karskin nodded rigidly. "Aye, m'lord. Should I dispatch a kill-team?"

_"Negative." _The lord ordered with a lazy wave with one hand. His hands clasped together behind his back as he stepped over the set of tracks Karskin had found and gazed off into the dark woods. _"Send a small scout party. Nothing that will attract attention. Bring him back dead or alive."_

"A small scout party, m'lord?" Karskin asked with some confusion. In truth the commander would have been more comfortable sending a kill-team with full complement of clockwork-warriors to hunt and eradicate the interloper. Sure the scout party could move faster under the public eye, but the small numbers meant they could not search the countryside thoroughly, and risked failure should the interloper prove to be resourceful.

_"This world will burn, commander." _The lord said. _"This one will not risk failure because of the clumsy mistakes a kill-team may make. Send a scout party. This one expects progress within the next twenty-four hours."_

* * *

**Alright, Alright. I know what all of you are thinking right now.**

**"Why did this guy delete his first chapter?" "What does Cory and Cole look like?"**

**"That... Other thing, Anyway"**

**Heres the story, I was In the middle of doing a complete overhaul of this story, Remaking It to better suit people.**

**But! When I went out to diner and came back, My first chapter was gone! So, that Incluids most of the Character development for Cory, Owen and Cole. Along with why they are In Equestria In the first place.**

**So, to quench peoples couriosty, when I'm done remaking the third (Or now, second) Chapter, there will be new and Improved character discriptions In the Fourth (Or now, Third) Chapter.**

**I'm very sorry for the Inconvience, But I hope you all forgive me and continue to read my story.**

**Next chapter will be up tomarrow, Hopefully!**


	2. Chapter 2

**Shadow Of Equestria**

**Chapter 2: One hell of a Trainride, Part 1**

**P.O.V: 3RD**

* * *

The platform was alive with motion. Ponies shuffled into position, boarding the train that awaited departure. Somewhere midway through the carriages the conductor blew his whistle and called out over the noise of people talking among themselves.

"Ten o'clock train to Ponyville, all aboard!" the elderly stallion with a powerful pair of lungs bellowed for all to hear.

Across the station, two peach orange ponies said their final goodbyes. "Well, it's been a ball, Cus'n." said Apple Crumble, gently tipping the brim of his hat with his hoof. "Y'all say hi to your friends for me, y'hear?"

His cousin from half a world away gave a broad smile. Mimicking her cousin's action, Applejack tipped the edge of her earth-brown cowboy-hat. The peachy-orange mare was slightly taller than her cousin from Trotton, and somewhat more athletic.

Tucked over her white-blonde hair tied back in a ponytail was her signature stetson-hat, pulled down low over her brow. Wrapped around her neck was her dark red bandana, a token she was given when she first arrived in Trotton.

"Ah'll make sure they get 'yer regards, Crumble." She replied in a distinct accent that ran through the family.

They said goodbye one last time and Applejack stopped to pick up her saddlebag. Slinging it over her back she nodded and turned, moving through the crowd to one of the train carriages. As she stepped in, she gave a wave.

Up at the front was a blistering whistle blow, and the five burly studs tied to the front carriage heaved. The train started crawling, picking up speed with every second, and before Applejack knew it, she was looking at a blur of green and grey speeding past as they wound up and down along a pass cut into the edges of the mountains.

Figuring she might as well get comfortable for the two hour ride back home to Ponyville, the mare slipped further into the carriage and observed the space inside. It was packed, overhead luggage compartments bulging with suitcases and bags.

At first glance all the seats seemed to be taken. But about four rows down she spied an empty seat beside a stranger clad in the strangest attire she'd ever seen. It just didn't seem to make any sense to her.

It was like his pants had been fletched together out of trees and plants turned into canvas. His top was dark red and almost fuzzy, with a hood pulled up over his head to hide his features in a gloomy shadow. His arms were folded tight across his chest. His bag lay on the floor hiding his hooves from view.

At first she thought he was asleep, but noted his head moved to look at her as she sat down.

"Howdy, partner!" Applejack greeted rather loudly, shaking off any of the stranger's residue grogginess. "How're y'all doin'?"

The hooded pony cleared his throat. "Yeah… m'okay." He mumbled in a tired tone, confirming he was a stud. He sounded young though, probably no older than Applejack was herself.

"You been travellin' long, stranger?" Applejack furthered, angling her head trying to get a look at his face. Seeing her attempt seemed to deter him, causing him to lean tighter against the window. "Where 'ya comin' from?"

"About a day." He replied shortly. "Been coming from the south all day."

"Well it's not where 'yer from, but where 'yer goin' is what counts, jus' like mah' ol' granny-smith used 'ta tell me. Where 'ya headed? Ponyville?" Applejack continued to converse un-fazed. She just kept smiling.

"Ponyville?" the stranger sounded like he'd heard that place-name before, and sounded a little eager to get there. "Where is that?" As he asked it, the hooded pony gave a hiccup, followed by his stomach grumbling audibly. Equally surprised, he looked down at himself as Applejack inspected him.

"Well you sound famished, sugah-cube!" Applejack let out almost shocked. "I'll tell 'ya what! I run the Sweetapple Acres right next door to Ponyville. You come along with me on the next stop, I'll show 'ya where the best apple products of all Equestria are at!"

His hood shifted to give her a proper look over. "Uh. That's kind of you, but I think I'll make my own way. Thank you." He retreated back into his corner again and they sat in silence for a while.

Over to the front of the carriage a young filly woke up and gave her mother some hardship by beginning to cry. There was a persistent _tap-tap-tap_ noise as a young colt behind Applejack played with a racket and ball connected by an elastic string. A young pony-couple sat giggling and chatting on the opposite side of the carriage.

As Applejack kept looking, she noticed another pony with equally strange clothing sitting a couple row's ahead of giggling couple. Beside him, Or her, sat a light azure mare. They seemed to be chatting quitely, but at the same time the dressed one was hiding himself/herself from view just like the stallion Applejack sat next to.

Applejack sighed and relaxed back Into the chair, pulling her hat to cover her face and falling Into a deep, blissful sleep after a long day of work.

* * *

A multitude of things were going through Cory's mind at the moment. Many were curses and swears, while others were escape plans. But, If you were to listen to the loudest of them all, which had only been In existance for a couple moments, It would have sounded like this...

_Holy shit! Is that Applejack sitting next to me?_

Yes, many things have happened since Trixie's rescue from the hands of the Shadow Legion. From the ten mile jog away from the burning village to their breathless Introductions...

* * *

**The Night Before...**

Cory had dragged Owen off to the side while Cole bandaged Trixies forearm with some dressings he had found In one of his bags side pockets.

"Man" He said quietly so that no one but Owen could hear him, "What the fuck Is going on? Thats Trixie! From My Little Pony!"

"You don't think I know that?" He had replied In similar hushed tone, "And how the fuck should I know whats going on? I'm as clueless as you"

"You think It had something to do with us being Bronys?" Corys had wondered,

"I doubt It" Said Cole as he walked up to the two, behind him Trixies lay against a thick oak, craddling her now bandaged forearm, "Because If so, Those guys back there must be some really hardcore 'Cupcakes' fans"

"Yeah, no kiding" Said Cory In a somewhat dark tone, his anger rising, "What the fuck was with those guys, anyway? What is this? Equestrias version of the Vietnam war?

"I don't know" Said Owen as he looked between the two, "All I know Is that we need to get to Ponyville, pronto"

"Why" Asked Cole, "Out of all the places In this world, Why do we have to go to Ponyville?"

"Firstly" Said Owen In a matter-of-Factly voice, "Out of all the human In Equestria fics we have read, Were do the humans go to for help? Ponyville, Or more specificly, to Twilight Sparkle. Secondly, because when they were Interogating her"

He nodded his head towards the azure mare, "She _accidently_ pointed them at Ponyville, we may be the only hope at warning them"

He finished and looked Directly at Cole, "Also, I wasn't expecting for you to not want to got there, don't you want to see Rainbow Dash In real life?"

"Yeah, I do" Started Cole slowly, "But, didn't you notice that there wasn't any ponys attacking that village? Maybe humans are at war with Equestria? So heading to Celestia's doorstep Isn't that good of a Idea, Right? I really don't want to get banished to the moon"

"Yes, But maybe we can, I don't know" Cory stated casualy, "Slip In? There might be a way for us to get there without being noticed by the Princesses"

"Really?" Cole said, In fake amusement, "And how par-say may we 'Slip past' the two most powerful beings In Equestria? Because If you know, Please, I would like to find out"

"Oh, Your so funny, Jack-ass" Retaliated Cory In a threating tone, "Now, Hows about you try and say something useful next time you open you yap!"

"Enough!" Said Owen, Almost yelling, "Where going to Ponyville and thats final, If we get caught by Celestia, then what happeneds, Happeneds. At least we can warn them of the coming danger"

They both looked at Owen with a weird look on their face, almost as If they had seen a ghost, "When the hell did you become King shit of Turd Island?"

"Not sure" Stated Owen as he smile like a complete moron, "But Its either we go to Ponyville as a group, Or I go with Trixie and you guys can stay here with the Die Hard Cupcakes fans"

Cole opened His mouth to reply, But soon closed It. There wasn't any choice In It really, most of the conscripts were making their way north, Directly towards the small band. If they didn't start moving soon, they would be made.

"Alrighty" Stated Cole as he started to walk away, He grabbed his bag and made his way to the edge of the clearing, "Ponyville It Is then"

Cory chuckled and did the same, picking up his bag and taking off, "We'll go scout ahead, you get, The Great and Powerful Trixie on her feet"

Owen nodded as he watched the two disappear Into the brush, he waited a moment before walking up to the azure pony and kneeling at her side, she looked up at him with sad eyes and asked,

"What were you guys talking about? Are we going to Ponyville?" There was a pause between 'To' and 'Ponyville', The later being said with a hint of fear.

"Its nothing you need to worry about" He said calmly, while casting a warm smile at her, "And yeah, We're going to Ponyville. Can you walk?"

"Not sure" She replied as she looked at the ground and breathed deeply, "I feel so tired, like I'm about to pass-out at any second" This statement was reinforced when she yawned at the end of her sentance.

"Well, We need to start moving" He looked up her up and down, Noting the way she was slumped against the tree, how her breathing was slowing and how her eyes were half closed. She gave up another yawn and closed her eyes completely, muttering something Incoherant.

Owen smiled, It was cute as hell. His smirk was wiped off his face when he heard the distant sound of voices, he looked down at Trixie and offered, "How about I carry you? We can move faster that way."

She openned her eyes and looked at Owen In the darkness, Her violet eyes staring Into his emerald ones. Hers were filled with Uncertainty and Fear, while his were filled with Care and Kindness.

She looked down and said "Alright, just be careful please"

He nodded and turned, bending as low as he could In the process. Trixie, getting where he was going with this, reached up and locked her hoofs around his neck, wincing slightly as her cuts rubbed against his skin.

Owen, sure that she was secure, stood up and started to walk towards the bush, picking up his bag on the way. Trixie wrapped her legs around his back and rested her head on his shoulder. She got as comfortable as possible and started nod off, the last words she said before falling asleep were,

"Thank you..."

* * *

**SO. MUCH. YAY!**

**Thank you all for reading.**

**Review please, all sighed Reviews will be replied too.**


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